Examples of GP Certificate in a sentence
This Agreement is intended to be broader than any statutory indemnification rights applicable in the State of Delaware and shall be in addition to and supplemental to any other rights the Indemnitee may have under the Certificate, the Partnership Agreement, the GP Certificate, the GP LLC Agreement, applicable law or otherwise.
To the extent that a change in applicable law (whether by statute or judicial decision) permits greater indemnification by agreement than would be afforded currently under the Certificate, the Partnership Agreement, the GP Certificate, the GP LLC Agreement, applicable law or this Agreement, it is the intent of the parties that the Indemnitee enjoy by this Agreement the greater benefits so afforded by such change.
The indemnification and advancement of Expenses provided by this Agreement are cumulative, and not exclusive, and are in addition to any other rights to which the Indemnitee may now or in the future be entitled under any provision of the Partnership Agreement, the Certificate, the GP LLC Agreement or the GP Certificate, or other governing documents of Oasis Petroleum Inc.
This Agreement, along with any employment agreement addressing the subject matter hereof and the Certificate, the Partnership Agreement, the GP Certificate and the GP LLC Agreement, interpreted as described in Section 17 hereof, constitutes the entire agreement and understanding of the parties hereto regarding the subject matter hereof, and no supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all parties hereto.
The GP Merger shall become effective at such time as the GP Certificate of Merger is duly filed with the Secretary of State of the State of Delaware (such date and time is hereinafter referred to as the “GP Merger Effective Time”).
The Certificates of Merger shall be filed with the Secretary of State simultaneously and the Mergers shall become effective concurrently at the time of filing or at such later time as is agreed to by Parent and the Partnership and set forth in each of the GP Certificate of Merger and LP Certificate of Merger in accordance with the relevant provisions of the Delaware LLC Act and the Delaware LP Act (such date and time is hereinafter referred to as the “Effective Time”).
Any failure by the Xxxxxxx Representative to so notify the General Partner in writing of its position with respect to the GP LV Determination within thirty (30) days after receipt of the applicable GP Certificate shall be deemed an acceptance by the Xxxxxxx Limited Partners of the GP LV Determination.
Definitive Notes and Definitive Certificates (other than the GP Certificate) will be available only under the limited circumstances set forth in the Indenture and Trust Agreement.
The General Partner and the Xxxxxxx Limited Partners hereby agree that they shall use reasonable best efforts to have Liquidation Value determined as soon as reasonably possible after a GP Certificate is delivered.
Within thirty (30) days after receipt of such GP Certificate, the Xxxxxxx Representative shall notify the General Partner in writing if the Xxxxxxx Limited Partners agree with the GP LV Determination, and, if the Xxxxxxx Representative accepts the GP LV Determination, then the same shall be the Liquidation Value for all purposes under this Agreement until the subsequent annual determination of Liquidation Value.